SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Oneida Financial Corp.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware To Be Applied For
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(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
182 Main Street, Oneida, New York 13421-1676
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section 12 securities pursuant to Section 12
(b) of the Exchange Act and is (g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A.(c), please check Instruction A.(c), please check
the following box.[ ] the following box. [X]
Securities Act registration statement file number
to which this form relates: 333-63603
Securities to be registered pursuant to Section 12(b)
of the Act.
None N/A
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(Title of Class) (Name of Each Exchange on Which
Each Class is to be Registered)
Securities to be registered pursuant to Section 12(g)
of the Act:
Common Stock par value $.10 per share
______________________________________________
(Title of Class)
<PAGE>
Item 1. Description of Registrant's Securities to
be Registered.
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For a description of the Registrant's securities,
reference is made to "Description of Capital Stock
of the Company," "Dividend Policy" and "Market
for the Common Stock" in the Registrant's Registration
Statement on Form S-1 (File No. 333-63603) which is
hereby incorporated by reference. For a description
of the provisions of the Registrant's Certificate
of Incorporation and Bylaws that may render
a change in control of the Registrant more difficult,
reference is made to "Restrictions on the Acquisition
of the Company" in the Registrant's Prospectus
referenced above.
Item 2. Exhibits.
1. Registration Statement on Form S-1 (Registration
Number (333-63603) dated September 17, 1998 is hereby
incorporated by reference.
2. Certificate of Incorporation (incorporated by
reference to Exhibit 3.1 of the Registration Statement
on Form S-1 as filed on September 17, 1998).
3. Bylaws (incorporated by reference to Exhibit 3.2
of the Registration Statement on Form S-1 as filed on
September 17, 1998).
4. Specimen Stock Certificate (incorporated by
reference to Exhibit 4 of the Registration Statement
on Form S-1 as filed on September 17, 1998).
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of
the Securities Exchange Act of 1934, the registrant
has duly caused this registration statement to
be signed on its behalf by the undersigned, thereto
duly authorized.
ONEIDA FINANCIAL CORP.
Date: November 23, 1998 By:/s/ Michael R. Kallet
__________________
Michael R. Kallet
President and Chief
Executive Officer